U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB/A Amendment 1 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to ______ Commission file number 33-00412-NY FIRST PRIORITY GROUP, INC (Exact name of small business issuer as specified in its charter) New York 11-2750412 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 270 Duffy Avenue Hicksville, New York 11801 (Address of principal executive offices) (516) 938-1010 (Issuer's telephone number) Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No State the number of shares outstanding of each of the issuer's classes of common equity, as of May 14, 1996: 5,883,883 shares of common stock Transitional Small Business Format (check one) Yes[ ] No[ X ] SIGNATURES Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FIRST PRIORITY GROUP, INC. Date: May 14, 1996 By: /s/ Michael Karpoff -------------------------------- Michael Karpoff Co-Chairman of the Board of Directors, President and Co-Chief Executive Officer Date: May 14, 1996 By: /s/ Barry Siegel -------------------------------- Barry Siegel Co-Chairman of the Board of Directors, Co-Chief Executive Officer, Treasurer, Secretary, and Principal Financial and Accounting Officer 2 Index of Exhibits Exhibit No. Description Page - ----------- ----------- ---- 27 Financial Data Schedule 4 3